Onenote comes to mind, and it does OCR on client side so is quite fast. Also does audio transcription which can be enabled (Disabled by default). Also has version control built in, so you can you can look at older versions and do manual merges (if required)
Word 2011 (OS X) offers OneNote-like functionality if you choose the Notebook view. Defaults to list, auto-headings, and it even lets you doodle in the margins. That's all I ever did in OneNote, so I'm not sure how feature complete Word 2011 is in comparison.
Disclaimer: Microsoft employee and Onenote user